[FORM 20-F ¨ OR x For the fiscal year ended December 31, 2005 OR ¨ OR ¨ 333-129208 Actions Semiconductor Co., Ltd. N/A Cayman Islands (Jurisdiction of incorporation or organization) 15-1, No. 1, HIT Road Tangjia. Zhuhai, Guangdong, 519085 The People’s Republic of China Title of each class Name of quotation system on which registered American Depositary Shares, each representing] [LIST OF SUBSIDIARIES As of December 31, 2005, the subsidiaries of the Company include the following: Name of Company Place and date of Attributable equity Principal activities Actions Semiconductor Co., Ltd. Republic of Mauritius (“Mauritius”) November 16, 2001 100% Investment holding Actions Semiconductor Co., Ltd. The People’s Republic of China (the “PRC”) November 17, 2001 100% Design and manufacture of] [SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Nan-Horng Yeh, the Chief Executive Officer of Actions Semiconductor Co., Ltd., certify that: 1. I have reviewed this annual report on Form 20-F of Actions Semiconductor Co., Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material] [SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Hsiang-Wei (David) Lee, the Chief Financial Officer of Actions Semiconductor Co., Ltd., certify that: 1. I have reviewed this annual report on Form 20-F of Actions Semiconductor Co., Ltd.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a] [TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report. AN ORNG EH Nan-Horng Yeh Chief Executive Officer SIANG EI AVID EE Hsiang-Wei (David) Lee Chief]